Delicate Matter
by The Unearthly Idiot
Summary: Doctor Who/Steam Powered Giraffe crossover. The Doctor, Amy, and Rory crash-land in a strange universe governed by different coloured matters. They meet Steam Powered Giraffe, a band of singing automatons, and help them find their human friend after he's kidnapped by the zombie-like crew of a dimension-jumping ship.
1. Chapter 1

**Author's Note**- Hello, all! Well, if you actually decided to try this story after that terrible summary, thanks and welcome! This is a crossover between Doctor Who and the fictional universe of the amazing band Steam Powered Giraffe, which I'm guessing none of you have heard of as there's no category for them here. It's a tragedy, cos they're brilliant. But you've heard of them now! So go visit their website ( . ) and listen to some of their music on YouTube ( user/SpineRaptor?feature=watch), and then enjoy this story!

* * *

The ship blasted through space, its engines halting frequently. It occupants were jerked about, those who could holding on for dear life.

Captain Eston had been trained to be cool under pressure, and he'd been in bad situations before. But never so bad as this. The blaring alarms made it hard to think, or maybe he had hit his head. He wasn't sure. Whatever was wrong with him was not his priority now, though.

"Spencer!" he barked. "What's going on here?"

The young lieutenant groaned as his frantic button-pushing was interrupted by another jerk from the ship. "It isn't looking good, Captain," Spencer reported. "Shields are down to 50%, 14 reported injuries, and… Oh, Gods."

"What?"

"Sir, it's the core… The blue matter. It's gone."

Despite the chaos, the deck seemed to grow quieter. Everyone who could turned to look at Lt. Spencer. He noticed and seemed to shrink back from their gazes.

"What do you mean, _it's gone_?" the captain shouted. He hadn't meant to be rough with the boy, but his head was full of fog…

"It's gone, it's just gone. We're running on empty. I don't know how we managed to get away at all…"

Captain Eston's heart sank. If the blue matter core had been destroyed, the _Mars Five_ was dead in the water. He had injured crew members, dangerous cargo, and their enemies had surely called reinforcements. They couldn't afford to linger in this part of space.

A quiet, calm voice spoke up at his side. "We are not entirely out of options, Captain."

The captain turned to Commander Umber, his first officer. He was astonished at the man's utter lack of distress or- well, of any emotion. "I'm sorry?"

Umber tipped his head towards the back of the ship. "There is always the cargo, sir."

Captain Eston's eyes grew wide. "Don't be ridiculous! We can't use green matter. You of all people should know how unstable it is."

"I of all people, yes. I am one of the highest authorities on green matter. It's unstable, yes, but I believe-"

The noise of the rest of the world suddenly flooded back into the captain's ears as Ensign Smith shouted, "Captain, we're being pursued!"

He turned away from Cmdr. Umber to look at the screen. It showed the rear view of the ship, where his earlier fear had been confirmed: two new enemy ships were plowing through the wreckage of the battle. They would make short work of the _Mars Five_.

Cmdr. Umber resumed his plan. "It is unstable, but if we use a small, concentrated dose, it should be enough to propel us to another dimension where we will be safe from those-"

The ship was rocked as the first blast from their enemy hit. "Captain, shields down to 20%!" Lt. Spencer cried.

"-those _villains_ and can obtain the blue matter necessary to repair the ship."

More blasts hit the _Mars Five_. Captain Eston looked around at the chaos that was his beloved ship.

"It's our only chance, sir!" Cmdr. Umber finally rose his voice after Lt. Spencer's exclamation of "down to zero!" was cut off by a scream elsewhere on the deck.

In that second, the captain made his decision. "Smith, accompany Cmdr. Umber to the cargo hold. You will assist him in loading green matter into the core."

"Sir?!" Ensign Smith's face was a mixture of shock and confusion as he, one of the few people still on their feet, stared up at his captain.

"Just do it!" Captain Eston yelled.

This time the ensign didn't hesitate. "Yes, sir!" he exclaimed, and followed Cmdr. Umber to the door.

As they hurried down the hall of the ship, Umber glanced over his shoulder. Before the doors hissed shut, he saw the captain scramble across the deck. Gently as he could, he lifted Lt. DeVille from the pilot's panel and laid him on the floor.

Cmdr. Umber smiled. He had them just where he wanted them.


	2. Chapter 2

It was another warm evening in southern California. The air in and around the San Diego Zoo seemed to be filled with the enjoyment of those who were there. At the Front Street Plaza, a show had just ended and applause echoed through the night.

Michael Reed of Steam Powered Giraffe smiled out at the audience as he and his bandmates left the stage. Tonight's show had gone exceptionally well and he was in an awesome mood. After sorting out the usual things, he headed out into the crowd. One of Michael's favorite things to do was greet the fans, both those who had come to see them and those who were just at the Zoo. Nine and a half times out of ten people were friendly and kind, and it always left him with a wonderful feeling.

While chatting with a group of girls, something in the corner of his eye caught his attention. Michael glanced around and noticed two people hovering at the edge of the group. He assumed they were shy fans and made a note to talk to them soon. People weren't always there just to see the band, but judging by their steampunk-looking outfits, he figured that's what they were there for. And helping the nervous ones to open up was almost always rewarding.

Shortly, Michael began to make his way towards the steampunks. They hadn't budged from where he'd first seen them. As he grew closer, however, he noted that there was something off about them. It wasn't their costumes, although they looked more authentic than just about any he'd seen before. He felt a change in the air around them. A sense of foreboding rose in Michael's chest when he reached them and saw their vacant expressions and the sickly green pallor of their skin. Though it had never steered him wrong before, he did his best to ignore it.

"Hey, guys! Did you enjoy the show?" Michael asked.

There was a brief pause before the young man answered. "Yes," he said slowly. "It was very nice."

"We really enjoyed it," the girl added, her voice a monotone.

"Okay…" Michael took a second, closer look at the steampunks. He couldn't shake the feeling that there was something wrong about them.

"Will… Will you please come with us? We have something we'd like to show you." The girl gazed up at Michael with wide, glassy eyes.

"Please, it's for you. We worked very hard on it. We think you'll like it," the young man said. He took a rasping breath between each sentence that was, frankly, disturbing.

"Um…" He hesitated to leave so quickly, but Michael had the sudden thought that he should get away. "You know what, thank you so much. That's very kind of you, but I have to be getting back to the band-" he gestured behind him, "-so maybe some other time?"

With a speed that made him jump, the young man reached out and grabbed Michael's wrist. "Please," he said again. "We worked so hard."

The girl took his other wrist, her grip even stronger than her partner's. "It will only take a second."

Michael considered calling out, but decided against it. These kids probably didn't mean any harm, and if something bad happened he could defend himself. At least, this is what he told himself. "All right…"

As they pulled him off, Michael glanced over his shoulder. He could see Rabbit and the Jon out in the crowd and Sam lingering on the stage. Nobody looked up, or caught his eye.

They rounded a corner, and his friends were out of sight.

* * *

An hour or two later, and the Zoo had closed for the night. The members of Steam Powered Giraffe, sans one, anxiously stood around their van.

"I don't understand, though," Steve Negrete was saying. "Why would he just wander off? I mean, where would he go?"

"He wouldn't," the Spine retorted. He eyed the Jon, who was standing a distance away from them, scanning the empty plaza. He sighed, a cloud of steam rising from his lips into the dark sky.

Sam Luke shifted his weight from one foot to another. "We've searched the whole Zoo- and it's not a small place- and there's no sign of Michael. I don't know what to tell you."

An uncomfortable silence settled over the group. Eventually, Steve broke it. "Should we… go back to the Manor? See if he's there, or wait for him?"

"It's better than standing around doing nothing, I guess," Sam replied, watching where Rabbit had gone to try and convince the Jon to rejoin them. "Everything's packed up, we're… We're ready to go."

He was made more uncomfortable when he saw the Jon finally turn to face Rabbit. The golden robot was eerily tense compared to his usual, bouncing self. Shoulders hunched, he had his arms crossed tightly over his chest and a worried frown stuck to his face.

Sam and Steve looked to the Spine for a decision. "All right," he finally said. "The Zoo's closed. I suppose the best thing to do is check home."

There was an unspoken affirmative from the others, and they began to clamber into the van. "We can't officially report him missing for 24 hours, I think…" Sam thought aloud.

"He's not missing!" all three robots exclaimed at once. They glanced at one another, surprised.

"I was… I was just thinking, is all." With a rumble, the van's engine started up.

The Spine glanced at Rabbit. "You're being awfully quiet."

Rabbit's photoreceptors narrowed. "I th-thought I sm-m-melled somethin', right after the show. Or- or felt s-s-somethin', or somethin'."

His brother waited for elaboration before asking, "And?"

"I d-dunno, it felt fam-m-miliar. N-not in a g-g-good way, though."

The Spine nodded, unsure how to answer such a thought. Eventually he glanced at the Jon, who was sitting in the back of the van alone. The golden bot stared out the window, street lamps and headlights reflecting off his cheeks as they passed.

"It's okay, Jon, Michael will show up soon," he said with a confidence he didn't feel.

"My tummy hurts," the Jon murmured.

"Your… Your t-tummy hurts?" Rabbit also turned around to look at his brother. "J-Jon, you don't ha-have a t-t-tummy."

"It hurts!" the Jon insisted, arms still folded tightly.

"Okay…" Rabbit and the Spine glanced at each other. "Well… When we get home, we'll take you into the workshop and see what's wrong, all right?"

The Jon never pulled his gaze from the window. After a moment, he nodded.

"What's going on back there?" Steve asked.

"Th-the Jon's _t-tummy_ hurts," Rabbit answered dubiously.

"His-? …That's new."

When they arrived at Walter Manor, it was obvious that nobody else was around. The van was left in the garage, to be dealt with later. The Spine guided the Jon inside, the others following. Before they turned down the hallway that lead to the main workshop, however, the Jon stopped and whispered something in his brother's ear. The Spine raised an eyebrow, but otherwise looked at his friends.

"Sam, will you make him a sandwich?"

With a barely audible sigh, Sam nodded. "Be right back." He disappeared in the direction of the kitchen.

At that moment, the Spine, Rabbit, and even the Jon perked up as if listening to something. A few seconds later, the Spine turned to Steve and Rabbit. "I'll be back in a minute. I need to go check something in the Hall of Wires."

"Now?" Steve said, but stepped aside to let the silver automaton pass anyway. He glanced at Rabbit, who shrugged and resumed guiding Jon down to the workshop.

Once they were in there, it was a simple matter to get the Jon up onto a worktable and have him open up his chest. Steve had his tools ready. He knew what he'd need to do- probably. Well, maybe- but couldn't help but worry about the actual _doing it_ part. This sort of thing was almost always left to Michael. Still, he'd do his best-

Rabbit gave a little gasp as he saw inside the Jon's chest. "Um, S-Steve?"

Steve turned around. "Yeah?" And then he saw what Rabbit had seen.

"The, uh, the k-k-koi fish is g-gone."


	3. Chapter 3

"How do you lose a _boot_ in _space_?"

Rory Williams stifled a yawn. Things like this always happened when he slept in. Well, they happened regardless. But especially when he slept in.

Amy Pond glared pointedly over her shoulder at the Doctor, who dodged behind the TARDIS console. "That's what _I'd_ like to know!" she shouted.

"It was just a, uh…" He gave them some 'wibbly-wobbly, space-y wacey' excuse that didn't make any sense. Throughout said explanation, the Time Lord didn't surface from behind the console. Rory didn't blame him.

When he finished, Amy sputtered for a minute- not sure whether the Doctor was making something up or not- before finally proclaiming, "Well you'd better find it!" and stomping off (as well as she could, with only one boot on).

Rory watched her go. He was quite proud of the fact that Amy's favourite pair of boots had been a birthday present from him. Behind him, the Doctor leaned out from behind the console. "Is she gone?"

"Seriously, how do you lose a boot in space," Rory asked again, joining the Doctor at the screen he was standing near.

The Doctor puffed air out his lips, making a puttering noise. He glanced at Rory and away again when he saw that he was waiting for a serious explanation. "Just help me look for it," the Doctor said finally, swinging the screen down into Rory's face. As Rory leaned back, the Doctor disappeared around the other side of the console to examine the bigger monitor in the wall.

"Okay…" The young nurse shook his head and turned to the screen. There was nothing on it but empty space, a distant star or two being the only indications that the monitor wasn't just black. He wasn't sure what he was meant to be looking for; just a boot, floating in space? Rory shrugged his shoulders and allowed himself that yawn from earlier.

After a few minutes of silence between the two men, Rory was surprised to note movement on the screen. He rubbed his eyes, but they weren't playing tricks on him. Something was moving out there and slowly growing closer.

He watched it a little while longer, his hope rising as they neared the object, or it neared them. But then it got close enough that he could see what it was, and hope was replaced by befuddlement. "Um, Doctor?"

The Doctor was at his side in an instant. "Do you see it?" he asked, cheered at the thought of being out of the doghouse so quickly.

"Not… quite. Look there." Rory pointed at the strange sight on the monitor.

There, in the middle of space, miles from any form of life, was a koi fish swimming around a hot dog.

"Is that-?"

Whatever the Doctor was going to say was cut off by a yelp of surprise as the TARDIS suddenly turned sideways.

* * *

Steve and Rabbit stared into the empty void that was the Jon's chest, neither one of them knowing what that meant or what to do.

"Hey, Jon-" Steve looked up at the golden robot only to see that he had powered down.

"Jon?!" The worry in Rabbit's voice that had lingered since they first discovered Michael was missing grew much more pronounced. "J-J-Jon, b-buddy, what're you doin'?!"

An answer appeared in the form of a warping, wooshing noise coming from inside the Jon's chest. Rabbit and Steve only had time for their eyes to meet before something blasted out of the void and crashed into the opposite wall.

Tools, half-built machines, and other oddities tumbled everywhere. Steve peeked out from behind where he'd held up his arms to see a blue box in the centre of the mess. He was confused even more than just its existence by the fact that it looked big enough to fit a few people inside. There was no way that had come out of the Jon… Except for it had.

"_Police public call box_?" he read to himself.

Shouting voices came from inside the box and three people- followed by a cloud of smoke- dashed out, immediately crashing into the mess around them. Before the door swung closed, alarms and explosions could be heard coming from inside the box.

"Doctor, what the _hell_ was that?" Rory asked in between coughs. He glanced at Amy, saw that she was in one piece, and then turned to the Time Lord. The Doctor, however, was preoccupied, examining the outside of the TARDIS with frantic worry.

Rory felt a tug on his sleeve and turned back to Amy. She gestured ahead of them. He looked and saw three people- well, he thought they were people, although what kind of people were gold or had rust on their faces?- staring at them from the other end of a large, workshop-looking room.

He sighed. "Why can't we ever awkwardly crash-land in a nice, empty field or something?" he muttered.

"The last time that happened the ground tried to eat us, remember?" Amy hissed.

"Oh, yeah…"

Amy stepped forward, smiling nervously. "Hello!" she said. "We, ah, we come in peace!"

"Pieces," Rory added quietly, glancing over his shoulder at the Doctor. He groaned as an elbow landed in his ribs.

"So, yes! There's no need to be afraid, or anything! We're nice." Amy laughed awkwardly.

For some reason, the first thing that came to Steve's mind was this question: "Are you British?"

Amy eyed the man with dreadlocks. "Yes. Are you American?"

"Yeah…"

"No, no, _no_!" the Doctor suddenly exclaimed. He stepped away from the TARDIS in frustration. "What did the nasty robot do to you, old girl?"

"Robot?" Amy and Rory looked from the Doctor, to one another, to the people on the other side of the room.

"Oh, y-y-yeah? Well, how ab-b-bout what _you_ did to the J-Jon?!" Rabbit said angrily, stepping towards them.

Steve looked between Rabbit and the man in the bowtie, worried about the face-off that appeared to be looming when he felt movement by his side. The Jon's photoreceptors had opened, glowing their normal blue.

"Jon?"

The golden robot shook his head, then smiled at Steve. "Didja fix it?" he asked.

"I… guess so…" The sound engineer looked down into the Jon's chest and saw the hot dog, the koi fish, and everything else right where it ought to be.

"Good! I feel all better!" The Jon closed his chest and began fumbling with his shirt buttons.

"Incoming sandwich!" came a voice from down the hallway. Sam appeared in the door with a sandwich in hand, but stopped when he saw the sight inside the workshop. "Woah. What happened in here?" he asked, adjusting his glasses.

"Um…" As Sam approached and handed the Jon the sandwich, Steve thought back to the past few minutes and tried to piece together what happened. It was rather impossible, though.

"Oh, hello!" the drummer's attention had turned to the unfamiliar man and woman standing in a more intense part of the disaster zone that the workshop had become. He approached them, hand outstretched. "I'm Sam Luke, drummer and unwitting accomplice to automatonic shenanigans. And you are?"

Puzzled, Rory shook Sam's hand. "I'm Rory and this is Amy. Also unwitting accomplices, although for us it's alien shenanigans."

The absurdity of it all struck Amy and she began to giggle as she shook Sam's hand. "Hi," she said.

"So," Sam stepped back and looked over her shoulder, where the Doctor and Rabbit were having a shouting match. "What caused that? Oh, and where'd you guys come from, anyway?"

Before either one could say anything, the Spine hurried into the workshop. "QWERTY received a message, you have to come see-" His frantic sentence was cut off as he surveyed the scene around him.

The Jon hopped off the bench and bounced past him, followed by a rather vacant-looking Steve. Sam walked through the mess and tapped Rabbit on the shoulder. "Important thing in the Hall of Wires!" he shouted above the Doctor.

Rabbit looked from Sam to the Spine, and then glared at the Doctor again before stomping off out of the room.

After everyone else had gone, the Spine lingered in the doorway. "Who are you?" he asked.

Whatever the Doctor had been yelling at Rabbit about appeared to have slipped his mind. He breezed past the Spine with a pat on the shoulder. "Nobody important, just passing by, now let's go see what that message was, shall we?"

The Spine stared after him, then looked back at Amy and Rory. A puff of steam blew from his mouth in the form of a sigh and he hurried off. Not wanting to be left out, the Ponds quickly followed.


	4. Chapter 4

As they followed the silver man through the Manor, Amy and Rory stared around them in awe. They had seen some incredible things out in time and space, of course. But perhaps not anything so _strange_. And certainly not so many strange things all in one place.

They arrived in the Hall of Wires- which was simultaneously exactly what it said on the tin and so much more- to find everyone else gathered around a computer screen suspended from… well, presumably the ceiling (although there was no ceiling to be seen).

"GREETERINGS!" QWERTY bleeped as the Ponds entered the Hall. The Spine made his way to the front of the small crowd. "QWERTY, please play that message you just received," he commanded.

"LOL. KTHX." The silly computer face disappeared and was replaced by a human one.

"Michael!" the Jon cried, but was shushed by his brothers.

The Spine stepped aside. There on the screen was Michael Reed, looking disheveled and a little scared but otherwise unhurt. As the video began, he was glancing over his shoulder. Not much behind him could be identified. The light source seemed to be something above the camera that illuminated only Michael's face in an eerie, blue-tinged light.

The message played.

Michael turned and looked at the camera. He gave a nervous chuckle. "Hey, guys," he said with false cheeriness. "I'm sending you this message to let you know I'm okay. I'm with some people… I think they're people, anyway…"

He paused. "They say that they come from another dimension, one where the main energy source is blue matter. They have a ship- that's where I am right now- that's powered by blue matter. I, erm… I can't tell you where it is."

The one man band glanced over his shoulder again. "Uh, anyway, the ship's core is damaged. They were in a battle, I guess?" He took a deep breath. "They want me to fix it. Unfortunately all their blue matter was lost in the battle and they had to use green matter to get to this universe…

"Time moves strange here," he said, seeming to go off in a completely different direction as he rubbed his eyes. "I'm not sure how long I've been here… I think they're getting a little impatient…

"I'll do my best. I should be able to figure something out." Michael didn't look or sound very confident. "Anyway, don't worry about me. I'll be home soon! And in the meantime, get some rest. We have a show tomorrow!"

Michael looked over his shoulder one last time before turning back to the camera and smiling. And there he stayed, smiling out at his bandmates, for the video had ended.

The Spine boomed another command to QWERTY, startling everyone. "QWERTY, play the last few seconds of the video again. Slower this time."

"K!"

Much slower than before, the Michael of the video glanced over his shoulder a final time. He looked back to the camera, and before smiling, mouthed a single word: "help."

The Hall of Wires was silent as the Spine, Rabbit, the Jon, Sam, Steve, the Doctor, Amy, and Rory all stared at QWERTY. "They've got Michael…" the Jon whimpered.

His bandmates were quick to discourage him from such negative thoughts. After all, maybe if they could convince the Jon that everything would be all right, they could convince themselves.

Standing apart were the time travelers, who watched with sunken hearts. Amy looked down at her feet (where she was still only wearing one boot), but addressed the Doctor. "Doctor, can't we do something?"

The Time Lord sighed, thinking that he had looked on at similar scenes far too many times in his long life. "I don't…" he began.

Perhaps it was because everyone insisting so vehemently that 'Michael is fine' and 'everything is going to be all right' that the Jon was disinclined to believe them. Whatever the reason was, he wasn't having it.

"Stop saying that!" he cried, black oil tears beginning to run down his face. "Everybody always says that everything's going to be all right, but everything _isn't_ always all right!"

The others fell silent and looked away. But then the Jon felt a gentle hand on his shoulder. The Doctor had stepped forward.

Blue photoreceptors met blue eyes. "We will find your friend," the Doctor said. "I promise."

The Jon sniffed, and then smiled. He believed him.

"That's great," the Spine cut in. There was the slightest hint of hurt in his voice that the Doctor had managed to convince the Jon where he hadn't. "And who exactly are you, anyway? Where did you come from?"

The Doctor looked the Spine up and down with the face of somebody who was totally not impressed. "I'm the Doctor," he informed him. "These are my friends, Amy and Rory Pond. We're travelers from another universe, much like your friends up there-" he gestured in the direction of QWERTY- "except our ship isn't powered by 'blue matter'. Oh, and we're the good guys."

The Ponds were surprised to learn this piece of information. "Another universe?" Amy repeated.

"Well yes, of course," the Doctor said, as if it should be obvious. "Steam-powered automatons, blue matter, dimension-hopping baddies? I've only ever heard about stuff like that in the movies, how about you?" He looked at the Jon again for a moment, reached up, and tweaked his bright red bowtie. "Brilliant, though. Absolutely brilliant." The Doctor beamed, then resumed his speech.

"As for _how_ we got here, I couldn't say. My TARDIS doesn't travel dimensions unless somebody wants her to. And somebody or something definitely wanted her to, judging by the state of her when we arrived, poor girl."

"I saw a koi fish swimming around a hot dog in empty space," Rory volunteered. "If that helps." The absurdity of the sentence gave him pause.

The idea wasn't beyond belief for the residents of the Walter Manor, however. Sam and the Spine looked at the Jon- who shrugged- and then at Steve and Rabbit. The only two witnesses to the time travelers' arrival glanced at one another, neither one really sure what had happened in the workshop a little while ago.

"Well, w-w-we opened up the J-Jon's chest," Rabbit began. "It was empty, though, and the Jon here'd powered d-d-down."

"There was a wooshing noise and the box- their, uh, their ship- kinda blasted out of his chest," Steve continued, vague hand motions making his explanation only more confusing.

"Woah! Really?!" the Jon said, surprised.

"We came out of a robot's chest?" Amy sounded disgruntled. Everybody else was pretty lost, too.

The Doctor eyed Steve, then shook his head and turned back to the group as a whole. "Well!" He clapped his hands together. "Any ideas?"

He received a load of blank stares. But the Doctor smiled at this. "Then it's a good thing _I've_ got a plan, isn't it?"

Grumbles came from the general direction of the Ponds. The Doctor ignored them. "I'm going to need you to tell me everything you know about this 'blue matter'," he addressed the members of Steam Powered Giraffe. "The better we understand what sort of predicament your friend's in, the quicker we can help him. Amy, go back to the TARDIS. I'll link QWERTY up to her systems so you can examine the video, see if you can find out where it came from."

The Spine stepped forward. "I can help with that."

"Excellent!" the Doctor swept his arm towards the doorway. "Shall we get started?"

Rory lingered behind as the others began to file out. "Er, Doctor?" he spoke up. "Can I help with anything?"

The Doctor whirled on his heel and looked at Rory. "Rory! You can, uh…" He put a finger to his lips, thinking.

"Go get ice cream?" the Jon asked hopefully.

"Yes!" the Doctor agreed. "Go get ice cream!" He joined the others as Rabbit and the Jon gave cheers of delight.

Rory allowed the automatons to drag him from the Hall of Wires. "Glad I could be so useful," he muttered.


	5. Chapter 5

Rory obviously hadn't been thinking when he told Sam "of course I can drive," and took the keys from him. He stood in front of the van. "American car. Right…"

"Oh, that's r-r-right!" Rabbit exclaimed, clapping a hand on the young nurse's shoulder. Rory winced. "You d-drive on the w-wrong side of the r-r-road, don'tcha?"

"It's not the wrong side," Rory protested. "Just the other side." He scratched his head. "Well, I guess I can _try_…"

"That's ok-k-kay," Rabbit assured him. "It ain't t-too far. We can walk. Jon, g-g-get outta the v-van!"

The Jon hopped down and slammed the door shut, rocking the van. "Let's ride my quesadilla!" he exclaimed.

"Quesadilla?"

Rabbit's photoreceptors grew wide. "That's n-not a good idea," he said, slapping Rory on the chest (knocking him over) as he approached the garage door. "I don't think Mister P-P-Pond here could handle that."

"Aww."

Rory picked himself up off the floor and followed the automatons down the driveway. "You can't ride a quesadilla," he said.

He was surprised when Rabbit and the Jon exchanged knowing looks and burst out laughing. "Sure you can!"

Twenty minutes and a quesadilla ride later, the three were walking down a dark street towards the nearest all-night grocery store.

"It reared up- WROOOAR!" the Jon demonstrated, "And a tsunami of ice cream washed over us. Rabbit got so sticky he couldn't move!"

"Y-you didn't have to m-mention that p-p-part."

The Jon giggled. "It was strawberry. I like strawberry! But then the Spine shouted-" In his deepest voice (which wasn't terribly deep), the Jon said, "'Focus, Jon! Stop eating the ice cream!'"

Rory glanced over his shoulder as he listened to the story. There was nobody behind them, of course, but he could've sworn he heard something…

"He d-didn't stop, though. But that ended-d-d up bein' p-pretty good, cos the ice cream m-monster didn't like being e-e-eaten so it was f-focusin' on the Jon and n-not the rest of us," Rabbit continued.

There it was again. Rory slowed and took a longer look behind them. Still nothing.

The automatons continued on, unaware, and Rory hastened to catch up with them.

"S-Sam and Steve loaded up their b-butterfly nets-"

"Butterfly nets?"

"Y-yeah! You always c-catch ice cream m-m-monsters with butterfly n-nets!" Rabbit shook his head and laughed. "K-kids these days."

Rory snorted at that.

"Don't you s-s-sass me, sonny! I could b-be your great-grandpappy!"

"Really? You're over two thousand years old?"

"Wait, what?" Rabbit and the Jon stopped. They'd never met a human older than they were.

Awkwardly, Rory shrugged. "Well, sort of. It's all a bit-"

He was cut off by an electronic scream. There was a bright flash, and suddenly the Jon was on the ground, hat knocked off and powered down. "Jon!" Rabbit screamed.

Out in the shadows on the side of the road, dark figures seemed to appear from thin air. There was another flash, and Rabbit, too, was blown off his feet.

"Oh my God." Rory dropped to his knees and hovered over the robots protectively. He looked around. What was going on?!

The shadowy figures grew closer. "Hey!" Rory shouted. "What the hell do you think you're doing?"

He heard a footstep behind him and turned around only to see an incredibly strange-looking gun swing at him before connecting with the side of his head.

Briefly, Rory was aware of the sound of ocean waves crashing. And then there was nothing…

* * *

There was a hesitant knock on the door of the TARDIS. Amy looked up from where she sat on the steps, lacing up a pair of Converse. "Just a second!"

Coming from a little village like Leadworth, Amy was not used to looking up at people. She was taller than just about everybody she knew and usually wore heeled boots just to make sure she'd be taller than anybody she met, for there was a part of her somewhere that loved being taller than everybody else. When she opened the door, however, Amy looked up at the Spine, who was easily six inches taller than she at the very least.

"Hi," she said, stepping aside so he could enter.

The Spine was about to return her greeting when he looked up and saw the interior of the TARDIS. A small puff of steam escaped his lips as he took in the magnificent control room.

Amy grinned. She'd always scoffed a little at the pride the Doctor took in showing off his TARDIS to somebody for the first time. Now that she was the one doing the showing off, though, she couldn't help but feel rather impressive. "Yeah. Bigger on the inside." Amy swung the door closed and walked up the steps, turning to face her guest. "It's pretty cool."

"Funnily enough, this isn't the strangest thing I've seen in my life," the Spine told her, dampening her pride for a moment. "But it is very beautiful."

He joined her at the console, the weird lighting of the control room reflecting off his metal skin.

Amy raised her eyebrows a little. "I'm sorry, what was your name again?"

With a smile and tip of his hat, the silver automaton introduced himself. "My name is the Spine. I-"

"The Spine? What sort of a name is that?"

With the slightly pained look of somebody who's had to do this many times before, he gestured at his back and then turned so Amy could see his titanium alloy spine.

It was Amy's turn to be impressed. "Wow."

The Spine faced her once more. "It's pretty cool," he returned.

Amy laughed. "Okay. Uh, maybe we should look at that video now."

With a look that said, 'after you', the Spine swept his arm in the direction of the console. Amy giggled again, and stepped up to the screen that her husband had been standing at earlier that day. With the Spine's help- for he seemed to understand the TARDIS controls much better than she ever had- they retrieved Michael's message and began trying to locate its source.

Since Rabbit and the Jon had gone off with Rory, the Spine was the only automaton left for the Doctor to examine. Even though it made him uncomfortable, the Spine had explained everything he could about Peter Walter I and the history of blue matter while the Doctor waved that horrible buzzing device that he called the 'sonic screwdriver' in his face. He still felt a little dizzy, now that he and Amy were working in the TARDIS. Add that to the fact that it had been a long day and had to see Michael's frightened face- his plea for help- over and over again, the Spine soon felt wearier than he had in a while.

He stepped away from the console and blinked a few times, his photoreceptors refusing to focus properly. Amy looked up at him. "You okay?"

"Yes, I'm fine. It's just-"

The Spine was cut off by a sudden high-pitched beeping. Both he and Amy looked around to see where it was coming from. Finally, she noticed her watch.

She tapped it, ceasing the beeping. But that's when she noticed what time it was (after she got it back from the Doctor the last time he stole it, it had developed the ability to adjust itself to tell the time in whatever place they were). "Oh, wow. It's midnight."

Amy looked up at the Spine. "How long have we been working?"

"An hour, two?"

"And Rory and the others aren't back yet?"

Their eyes met for a moment, and then Amy brushed past the Spine and out the doors of the TARDIS.

Sam, Steve, and the Doctor were in a room off the workshop. The residents of Walter Manor tended to refer to it- when they had to refer to it at all- as "the danger room", for it held small samples of each of the different coloured matters.

"Doctor!" Amy exclaimed, stepping around the mess that still covered the floor. She was distantly aware of the TARDIS door closing behind her as the Spine followed her out into the workshop.

The Doctor poked his head out of the danger room. "Yes, Pond?"

Amy strode up to him and looked him right in the eye. "We've all been working away for two hours. Exactly how long would it take Rory and the boys to fetch us some ice cream?"

Even though he was puzzled by her comment, the Doctor automatically did the maths in his head. And then his expression turned to one of worry when he got an answer. "Oh."

"What's wrong? Did something happen?" Sam joined them.

"Where's the ice cream?" came Steve's voice from inside the danger room.

A little while later, a search revealed that Rabbit, Rory, and the Jon had not in fact returned to the Manor. It also found, a few feet up the road, a messy set of footprints in the dirt that looked quite like a scuffle of some sort and a few sporadic puddles of oil. Those who remained gathered inside the front door of the Manor.

"Judging by the fact that, instead of having Mr. Reed returned to us we've had three more of our friends stolen, I'm going to say that there was a distinct lack of core-repairing on Michael's end. They probably grew impatient and decided to get him some helpers," the Doctor postulated, pacing.

"Or more hostages," Steve grumbled. "We don't really know what's going on here. And if Michael couldn't repair their ship, like you say, then there's probably a reason they took two of the _robots_."

His words hit home. If possible, everybody grew even more anxious than they had been before.

The Doctor looked around and saw the worried expressions on everyone's faces. "No, no. Don't look like that." He smiled. "It's okay. I've got a plan."

"You said that before, Doctor. Now Rabbit, the Jon, and Mr. Pond have gone missing, as well," the Spine pointed out.

But the last automaton in the Manor suddenly became aware of a ping on the Walter Wifi. Almost as if he'd heard it, too, the Doctor's smile broadened into a full grin. He pointed up. "The TARDIS found the source of the video," he informed the humans.

"Which means…?" Sam's face brightened hopefully.

"Which _means_ that Operation: No, the Doctor _Really Does_ Have a Plan can begin!"


	6. Chapter 6

The first thing Rory was aware of was his throbbing head. Of course, it's always the pain that comes first.

He opened his eyes and found himself in a disaster zone. Rory came to the conclusion that he was in some kind of alien medical bay based off his few experiences on spaceships (but mostly memories of "Star Trek" reruns). The air stunk of smoke and it looked as if there had been a fire. The lights were dim, electricity crackling and sparks shooting from various parts of the computer panels set in the walls. Alien-looking devices, pieces of medical equipment, and parts of the ship itself were strewn haphazardly around the room.

And then Rory saw something that made his stomach drop: Rabbit and the Jon, powered down, strapped to surgical tables on the other side of the room.

There was a faint groan by his side. Doing his best to ignore the pain, Rory turned his head and recognized the young man from the video, tied up beside him. Michael looked much worse for wear than he had in his message. He was bruised, had a scrape on his cheek, and his skin had the faintest green tone to it.

Rory looked at their bindings. They were made of simple scraps of torn fabric and bandages; tight, but when he gave an experimental wiggle found that they loosened slightly. A plan began to form in his mind.

"Michael?" Rory whispered. "Michael! Can you hear me?"

Slowly, Michael opened his eyes. The young nurse noted how bloodshot and fatigued they were. "Michael."

The one-man band turned to look at his fellow captive. His brow furrowed in confusion. "Who… Who're you?"

"My name's Rory Williams, I'm here to help you. But you have to do what I say, all right?"

Michael gave a bewildered nod before looking around the room. Suddenly his vision cleared and the first thing he could see properly was his friends bound on the surgical tables.

His eyes shot open wide and he sat up. "Jon!" Michael cried, his voice cracking. He coughed, but his mouth was dry as a bone. "Jon!" he tried again. "Rabbit!"

Rory shushed him. "Please! We don't want to let them know we're awake."

Michael's expression was a pained mix of worry and fear, but he nodded.

"Okay," Rory whispered. "I think we can get loose from these. Can you move?"

"Uh… I think so."

"Good." Rory began to wiggle and squirm, trying to loosen his bindings. Michael watched him for a moment, then mimicked him.

Hope rose as the bindings began to grow slack. And then the doors to the medical bay wooshed open and somebody entered.

"Stop! Stop!" Rory hissed as quietly as he could. Michael froze, eyes wide.

A woman in an old-fashioned doctor's uniform strode in. Her clothes were torn and ragged, and there were dark circles under her bloodshot eyes. Her skin also had a green, sickly look, although it was much more pronounced than Michael's. She looked as though she'd been through hell.

She crossed the room. Rory and Michael couldn't see what she was doing, but there was the sound of cupboards opening and closing and objects shuffling around. After a moment or two of this, the woman approached Rabbit and the Jon. She set the objects she was carrying on a cart between the two tables and turned to the Jon, where she began to open his shirt.

Michael began to cry out, but was silenced as Rory clapped a hand over his mouth. It took a moment for the realization that he'd been freed to get across, but the second it did, Rory began to work on Michael's bindings. Meanwhile, the one-man band anxiously watched the scene across the room.

Rabbit awoke. His mismatched photoreceptors flickered on like a fluorescent light. He looked around, saw that the woman was working on opening the Jon's chest, and promptly freaked out.

"Hey!" Rabbit shouted, startling the woman. "Wh-whaddya think you're doin'?!"

"Oh, God," Rory muttered, trying to work faster.

The woman recovered herself, picking up a sharp-looking tool from the cart. "I'm going to remove the blue matter core from this robot," she explained. Her voice was calm. She leaned over the Jon's open chest.

"N-n-no you _aren't_!" Rabbit began to struggle under the thick straps. "You get aw-w-way from him right this minute or else I'll-"

Finally, Rory had Michael freed. The one-man band was about to jump up, but Rory grabbed his shoulder, pulling him back down. "No! We have to take her by surprise!"

"But… She's about to…" He frantically gestured at where the woman was probing around in the Jon's chest.

"Shh! I know. Look, here's what we can do…"

The woman ignored Rabbit's anguished threats, focusing on her work. Already her fingers had oil on them as she removed another piece and set it on the cart beside her. She paused, grabbed a blunt instrument, and whacked something inside the Jon.

The golden robot's photoreceptors popped open and he stiffened, looking up at the woman with her hands in his chest. He screamed. "Jon!" Rabbit cried.

Rory was only about halfway through explaining what he wanted to do when Michael saw what was happening to his friends and decided he couldn't take any more. "No!" he shouted and jumped up. He dashed across the room, intending to throw himself at the woman.

"Michael, don't!" Rory yelled, but it was too late. The woman looked up and saw Michael flying at her. She easily sidestepped him, slashing at him with her sharp tool as he passed. He crashed into her cart and tumbled into the wall behind it.

The Jon was still screaming and Rabbit added to the noise by threatening the woman even more fervently. Rory took the opportunity to grab one of the pieces of machinery lying around the medical bay. As the woman turned back around, he ran up and whacked her with it, sending her to the floor.

Rory stood over the woman. "Oh, God!" he exclaimed.

"D-don't just stand there!" Rabbit shouted at him. "Let me out!"

"Oh, right." Rory dropped the blunt object and hurried to Rabbit's side. Though he fumbled a little, the sound of the Jon's screams drilling into his brain, he soon had the copper robot loose. Rabbit leapt off the table and went straight to the Jon, attempting to shush him as he worked on undoing the straps. Rory gently helped Michael up from where he lay crumpled over the cart.

Rory and Rabbit looked at one another, Rory more or less holding Michael up and Rabbit hugging onto a moaning, whimpering Jon. "We've gotta get out of here," Rory said.

"Gee, y-you think?" Rabbit began to steer the Jon towards the door, stepping over the woman. Rory followed, dragging Michael.

Outside of the medical bay stretched a long hallway that was in a similar state of chaos. Pipes hung loose from the ceiling, there were scorch marks along the walls. The escapees looked left, then right, nobody knowing which direction they should take.

"Let's just go this way," Rory said, heading left.

"I sure hope you're right." Rabbit rubbed the Jon's back as they went along, murmuring to him in an attempt to calm him down.

They hadn't taken more than a few steps before there was a crash from behind them. The woman had stumbled out into the hallway, a gash in her forehead bleeding green-tinged blood. "They're escaping!" she screamed hoarsely, and then aimed a bizarre device at them. It didn't take long to work out it was some sort of gun as laser blasts began firing at them.

"Run!" Rory yelled, and he and Rabbit took off down the hallway as best they could with their injured friends.

Rory, Rabbit, Michael, and the Jon ran through the maze-like corridors of the ship. Shortly after the woman's screams trailed off, they found themselves being pursued by green-skinned, zombie-like crew members. They tried to hurry, but Michael and the Jon were quickly growing weaker to the point where they were more or less being carried.

"We can't do this much longer!" Rory panted.

They rounded a corner. A long corridor stretched ahead, lined by several doors. "There!" Rabbit pointed at one which was partially open, the walls and floor around it scorched something terrible.

It was some kind of cargo bay, filled to the ceiling with large crates. Like the ship's corridors, they were organized in a labyrinthine fashion. The group soon collapsed in a corner deep inside the room, hidden from sight and sound by the massive containers.

"We should be safe here for a little while." Rory helped Michael slide to the floor.

The Jon's groans had become louder and more frantic. Rabbit tried to shush him until he took a look at the state of his little brother, at which he gasped.

In their chaotic escape, the Jon's chest had never been closed. His innards were a mess, the koi fish turning and thrashing about in a state of panic like Rabbit had never seen. Oil stained his shirt and ran down his golden face.

"What's wrong?" Rory had been tending to Michael, pulling the small scissors out of the tiny first-aide kit he carried and hacking away at his jumpsuit to make a bandage for the large cut across his chest.

"The- the Jon," Rabbit gasped helplessly. "He's… he's all…"

Even Rory could tell that it was bad. "Oh. Uh… Oh."

Michael's eyes creaked open. He attempted to push himself up. "Let me see. Let me see."

"No, you need to lie still." Rory tried to push Michael back down, but the one-man band wasn't having it. He managed to sit up and peered over at the Jon, who whimpered as the koi's tail whacked something inside of him.

"He needs repairs. Right now," Michael groaned, leaning back.

"You're in no state to do anything right now," Rory warned. He looked up at Rabbit. The copper bot stared back, almost as clueless as the human nurse.

Michael shifted, trying to pull something out of his pocket. "You're gonna have to do it," he told Rory.

"What? Me? I can't!" Rory looked between his three companions. "I'm sorry, but I'm a _human_ nurse. I don't know the first thing about robots!"

"I'll tell you what to do," Michael assured him, finally locating the small tool kit he kept in his pocket. He grabbed Rory's hand and slapped the tool kit down into it.

"But-"

"You g-gotta. Please." Rabbit pleaded.

Rory sat back, looking between them. His hand clenched around the tool kit. "Okay. Fine."

The young nurse scooted over to the other side of the Jon and opened the kit. The Jon gave another low whine, his face crumpled in pain.

"Hey. H-hey, Jon, buddy. Rory here's gonna h-help you. He's gonna fix you up," Rabbit said in a cheerful, soothing voice. His brother looked up at him. "Yeah! So let's s-sing a song, huh? What song do you wanna sing, J-Jon? You get to pick."

"…_Honeybee_," the Jon said in a tiny voice.

"_Honeybee_? All right!"

Somewhere along the way, Rory had gathered that his new friends were musicians. But he was still surprised by how beautiful the song was, especially despite the situation they were in. Rabbit sang as Rory worked, holding the Jon's hand and occasionally helping. The Jon sang, too, his voice growing stronger as the repairs progressed. Even Michael, when he wasn't giving Rory instructions, joined in. Deep in the bowels of the dimension-traveling ship, a song rang out, and for the first time that night, it seemed like everything really was going to be okay.


	7. Chapter 7

The bushes rustled. "Is this as close as we can get?" Amy whispered.

"I think so," Steve answered.

The two of them slowly rose to their knees and peered over the bush. They were at a beach on the very edge of San Diego. Here was where the TARDIS had tracked Michael's message to.

It was only about one in the morning, the sky and sea still dark. Amy and Steve wouldn't have been able to see the ship anyway, though, as it was cloaked by a weak shield. Fortunately for them, however, the Walter workshops were a mess of ancient and random technology. The Doctor had quickly been able to cobble together two pairs of goggles which could at least detect where the ship was, even if they weren't any more helpful than that.

"We're in position, Doc," Steve said into the walkie-talkie.

Amy looked at him in disbelief. "Did you just call him '_doc'_?"

"Uh, yeah."

"Don't do that."

"Okay…"

There was a crackle of static over the walkie. "Don't call me 'doc'!" the Doctor exclaimed.

"Okay, I'm sorry! I didn't realize it was such a big deal." Steve shook his head.

"All right," the Doctor began. "Remember, you're just there to gather information. No playing heroes."

"Don't go into the ship under any circumstances," the Spine commanded. "We've already lost enough of our family; we don't need anybody else taken. All right, Miss Pond?"

Steve cleared his throat.

"Or you, Steve."

"Uh-huh. Thanks for that, Spine."

They could hear Sam laughing on the other end of the walkie.

Amy and Steve began to set up the odd device that had been sent with them. It looked a little like a speed-trap gun on a tripod, but there were various differences. It would scan the ship, the Doctor said, and tell them precisely what was wrong with its core. The idea was then that they could build or give over something to fix it and, in return, get their friends.

It didn't take long to set up the scanner, and then there was nothing to do but wait. Amy shivered. It was a chilly morning, and although she had taken Rabbit's coat to help her blend in to the dark, she was still cold.

Steve sat back and huffed into his hands. "Well. This isn't as exciting as I thought it would be."

Amy looked over her shoulder at the wide, empty beach. The ship was somewhere over there. _Rory_ was somewhere over there. It was hard to be so close and have to just sit in a bush. Then again, she thought, her lips curling into a mischievous smile, when had she ever listened to the Doctor before?

She inched ever-so-slightly closer to Steve. "It's awful cold out here," Amy said.

"Sure is. They said a storm's supposed to move in tomorrow, so-"

"How about we take a little walk?"

Steve pulled up his goggles and gave her a dubious look.

"Maybe… Over… There?" Amy gestured vaguely in the direction the ship was meant to be in.

The sound engineer's eyes grew wide. "But the Spine said-"

"Oh, who cares what the Spine said." Amy was already on her feet. "Our boys are right there. Who knows what's happening to them. It'd be wrong to not try to rescue them."

"Our boys?" Steve watched her plow through the bush and begin to head off across the sand. But that second's hesitation was all he had before jumping up and going after her, for in his heart Steve agreed that they should be trying to help their boys.

The walkie crackled. "Amy? What are you doing?" came the Doctor's voice.

"Nothing."

"You'd better not be going into that ship."

"I'm not."

A cry of frustration could be heard. "I knew it! Amelia Jessica Pond, you turn around right now and get back in that bush!"

Amy and Steve exchanged glances and laughed. "Of course, Mum."

There was another crackle. The Spine had taken control of the walkie. "Don't go in there, please! You have no idea what it's like-"

Suddenly the world seemed to distort. The Spine's voice faded out, and the two humans noticed that they could see the ship before them, plain as day.

They looked up at the once-grand vessel, now a ruin after its battle in another universe. "We must've entered the shield," Steve murmured.

"The walkie-talkie stopped working," Amy said, fussing with it for a minute before finally sliding it into her pocket. She and Steve looked around, but there were no signs of life anywhere around the ship. With a look, they agreed to enter.

After a few minutes of exploring the outside of the ship, Steve and Amy found a hole that had been ripped in the side large enough for them to climb into. They looked around and saw that they were in some sort of crew cabin. It was eerily empty, devoid of any small personal effects. The beds and other larger pieces of furniture were crashed against the wall where the vacuum of space had pulled at them until the ship landed on Earth.

With caution, the two humans crossed the room to the door. All the computer systems were down, but the door was open just a crack. With some pulling and prying, they managed to get it open and peeked into the corridor beyond.

As before, there was no one around. "So… where to now?" Steve asked. "You seem to be more adept at this rescue-mission thing than I am."

Amy's brow furrowed. "I… have no idea."

"Awesome."

Steve was about to say something more when they heard a groan from down the corridor. The two froze, eyes open wide.

"Do you think that was them?" Amy asked.

The sound engineer looked around at the damaged ship. "Could be. Could be injured crew members, judging by the state of this thing. Maybe we should-"

Even more startling than the groan were the footsteps they heard echoing down the corridor. Steve looked up at the open doorway they stood in. "This wasn't open before. Someone's going to notice."

"We should get out of here, then!" Amy dashed off in the opposite direction of the footsteps, Steve hastening after her.

They hurried down the corridor. Amy stopped after rounding the first corner, nearly causing Steve to crash into her. "What'd you stop for?!" he exclaimed.

She pointed at a door not too far off. Unlike all the other doors they had passed, the computer panel next to this one was lit. "Think you can open that?"

"What?"

The footsteps drew closer. "So we can _hide_!" Amy hissed.

"Guess we'll find out." Steve crossed to the panel. He was astonished to see that the controls were in English. Within seconds, the door wooshed open, and he and Amy dashed inside.

The door slid shut behind them. They took stock of the room. It was another cabin, but smaller than the one from before. It looked as if it had been nicer than the other (before the battle). The lights were dim, but they could see two beds against each wall, a few desks, and other personal items.

There was a low moan, causing Amy to nearly jump out of her skin. They saw a man lying on the nearest bed. His ragged uniform looked like that of an old-fashioned Navy captain's.

"Oh my God," Amy murmured. She looked on as Steve cautiously approached the man and looked him over.

"He's been pretty beat up…" came the assessment. He held his hand near the man's forehead, taking care not to touch him. "A fever…" Steve stepped back, his brow furrowed. "This man has green matter poisoning," he said in disbelief.

"He has what?" Amy took a step in the opposite direction of the man.

"Remember all that talk back at the Manor about different coloured matters? Michael said their ship ran on blue, but that they had to use green to get here. Green matter is incredibly dangerous," Steve explained. "Prolonged exposure changes people into… basically into zombies. If it doesn't kill them first, that is."

"Oh. Super."

Before they could say any more, however, they heard footsteps echoing outside of the room. Amy and Steve frantically looked around for somewhere to hide before diving under the nearest desk and cramping up under it as best they could.

The door slid open and shut as someone entered. There were a few beeps, and the lights brightened somewhat. They heard ragged breathing.

"Dammit, Eston." The speaker had a low, gravelly voice. "You said that Reed boy could fix the ship. Well, guess what? He couldn't! And just when I'd gotten my hands on a blue matter core, he and those bloody robots escaped!"

There was a thump as the speaker kicked the bed Eston lay on. Eston groaned, but the speaker, too, hissed in pain at the contact.

"Oh, well. They can't have gotten far. We'll find them." The speaker limped across the room. Amy and Steve grew even more tense as it sounded like he was approaching them, but he passed and instead went to a cupboard in the wall. He fumbled with the door, but managed to get it open and pulled out a bottle of some clear liquid. Yanking out the cork, he tipped his head back and drank until the liquid began to run out the corners of his mouth.

"This wasn't how it was supposed to happen," the man growled to himself. "This wasn't my plan…"

Cpt. Eston gave a low, sick chuckle. "You won't succeed, Umber," he muttered. "You thought…" He coughed. "You thought you could poison me. You thought you could take over the ship." Eston drew a long, rasping breath. "But you've poisoned yourself, too."

"Shut up!" Cmdr. Umber hissed, taking another swig from his bottle.

"You think you're invincible. But the green matter got you, too… You poisoned yourself…"

"Shut up!" Umber threw the bottle on the ground. Steve and Amy flinched as pieces of glass flew towards them.

Umber crossed to where Eston lay on the bed and grabbed him by the collar, causing the captain to groan in pain. "Don't get your hopes up, _Captain_," Umber spat. "You will die a slow, painful death at the hands of green matter. And in the meantime, I will repair the core, return to our own universe and then…"

He dropped Eston, who fell back on the bed. Cmdr. Umber crossed to the door. "And then you'll all pay."

The door slid open and shut as Umber exited.

Amy and Steve crawled out from under the desk, groaning as they stretched their cramped limbs. "Well," Steve said. "That was terrifying."

"We have to find the boys before they do." Amy was leaning on the desk, trying to stomp feeling back into her right leg.

"Where do we start, though? This place is huge!"

A moan came from Cpt. Eston as he turned over. His eyes creaked open. "Are you here to help?" he gasped.

Amy yelped at his sudden movement, but Steve nodded. "Yes, sir."

Eston coughed. "They were being held… in the m-medical bay, which is on the next level. It wasn't too… Too long ago that they escaped, so they shouldn't be far from there."

"Thank you, Captain," Steve said. "We have to rescue our friends first, but we will help you and your crew."

"As… as it should be." Cpt. Eston appeared to pass into a deep sleep.

Steve looked at Amy. "Let's go."

They walked in silence along the corridor in the direction they'd heard Cmdr. Umber stomp off in, looking for a lift or stairs of some sort. But as they approached an intersection at the end of the corridor, Amy stopped. "Do you hear that?"

Steve listened and could hear pounding footsteps and shouting coming from somewhere in the ship. "Uh-oh. I think we're about to have company."

As the shouting grew closer, the two humans looked for somewhere to hide. They didn't find anything, however, because they were suddenly crashed into by somebody rounding the corner.

Amy and Rabbit both screamed as they fell to the floor. Steve looked from them to Rory and the Jon, who supported Michael between them as they came around the corner. "Guys!" he exclaimed.

"Steve!" the Jon returned. He reached forward to hug the sound engineer, but remembered that he was holding Michael and stopped.

"Oh, God, I'm so glad to see you guys are okay." Steve stepped over Amy and Rabbit as they attempted to get untangled from each other. "We've come to rescue you, I guess."

"Yeah, well, Michael here isn't doing so good. We've gotta get him out of here as fast as we can," Rory said. He looked down. "Amy, what are you doing?"

"Playing 'Twister' with a robot!" she shouted.

"I don't l-like this any more than you do!" Rabbit retorted. "And why are you wearing m-my coat?!"

Steve bent down and helped them up. Once everybody was righted, Rory said to the sound engineer, "Can you please take him? I'm sorry, but I've lost all the feeling in my shoulders."

Michael groaned as he was hefted onto Steve's back. "Hey, man," Steve said gently. "Happy to see you're all in one piece."

"Am I?" Michael returned in a weak voice. "I feel like there are bits of me littered down the corridor."

"Worse than Rabbit the last time we were running from zombie bears?"

"Okay, maybe not quite that bad."

"H-hey!"

"We came in this way," Amy said, pointing down the corridor. She began to lead the group back towards the cabin she and Steve had come in through, Rory by her side. She couldn't believe they'd found them so easily. Oh, well. Time to get the hell out of here.

"Rory repaired me!" the Jon told Steve as they followed the Ponds. "A mean lady opened my chest and tried to take my core but we escaped and Michael told Rory what to do and he fixed me!"

"Oh, yeah?" Steve and Rory exchanged looks and the sound engineer nodded in thanks. "Sounds like you've had quite the adventure."

"Yep. Most of it wasn't very fun, though."

A cry came from behind them. "There!"

The group turned to see a handful of zombie-like crew members at the end of the corridor. After the lead one pointed, they began to run down the hall.

"Did I mention we were being followed?" Rory said as they took off. "We're being followed."

"Thanks for the heads-up!" Amy grumbled.

"It's not that much farther!" Steve said.

Amy rounded the corner and spotted the doors they had pried open. "There! That's it!"

The group hurried inside and made their way over to the tear in the wall. Amy and Rory scrambled out first, followed by Rabbit and the Jon. They stopped, trying to figure out how to get Michael out of the hole when the crew caught up.

"Michael, no!" the Jon screamed as they could see the zombies grab onto their hurt friend and pull him away from Steve. The sound engineer stopped and tried to fight them off, but to no success.

Rory and Rabbit were about to climb back inside when they saw more crew members rounding the outside of the ship and coming after them.

"Okay, we have to go. Now!" Amy grabbed the Jon's hand and began to run across the beach.

"No! No, we can't leave them!" The Jon was strong and broke away from Amy, so she grabbed him around the middle and used her full weight to pull him. "We can't stay here or they'll get us, too!"

"Steve!" Rabbit cried. "Michael!"

Rory took charge of getting him away. "Come on, Rabbit. We can come back for them!"

"No! No, we have to-"

More crew members appeared and drew closer. "Do you see that?!" Rory shouted. "We have to leave _now!_"

Rabbit looked desperately between the approaching crew members and the hole in the ship. Oil running down his face, he jerked his arm away from Rory and ran after Amy and the Jon.


	8. Chapter 8

Rory managed to get the van back to Walter Manor with relatively few mishaps. It was a silent drive.

That ended as soon as they pulled into the driveway, though. The Spine stormed out of the Manor and straight up to Amy.

"What were you _thinking_?" he shouted. "We said- I _told_ you not to go into the ship!"

Everybody froze. Rabbit and the Jon looked at one another. They hadn't seen the Spine properly angry in a long time.

"We had the situation under control until you went and did that. Did you think you could be some kind of hero? Because you aren't."

Amy was backed up against the van. The animosity in the silver automaton's face was terrifying. She wasn't about to be made the villain, though. "I don't know if you saw, but we rescued your brothers!" she yelled back, swinging her arm in the general direction of Rabbit and the Jon. "We still got the information the Doctor needed. And we did the best we could! I'm sorry we couldn't save Steve and Michael this time, but we can go back for them."

The Spine's face cooled into silent rage. He suddenly became aware of Rabbit and the Jon looking on. They were both upset and scared at having to leave their friends behind, but neither one of them blamed Amy.

"Yes, well, we may not be able to go back," the Spine said in a voice that, compared to his shouting from a few seconds ago, sounded almost like a whisper.

"Whaddya mean by that, Spine?" Rabbit asked, taking a step forward.

Now was one of those moments where the emotional weights the Spine carried became visible. He sighed deeply, then began walking back inside the Manor. "Come on."

His brothers followed, avoiding Amy's eyes as they passed her. Rory walked around the van from where he'd watched the argument in the driver's seat. His wife's face was hidden by her long hair until he was right in front of her. Amy stared down at the drive, her face crumpled as if close to tears.

"He's right," she whispered. "He's right."

Wordlessly, Rory enveloped her in a hug, and then after a few moments guided her towards the Manor with his arm around her shoulders.

They joined the others, once more gathered around QWERTY in the Hall of Wires. Sam looked up at the Ponds as they entered and nodded silently.

"What's going on, Doctor?" Rory asked as they saw him standing beside the Spine, shoulders hunched and arms crossed. He motioned for them to be quiet.

Commander Umber's haggard face was frozen on QWERTY's screen. A quiet command from the Spine, and the video began to play.

"I'm finished playing games with you, robots," he hissed. "I am going to make this very simple: either you deliver a blue matter core to me by sunrise or you will never see your humans again."

The Jon gasped.

"Although I doubt the Reed boy even has that long." A malicious grin curled at the corner of Umber's lips. "And don't think that's where it will end, either. I will make you very, very sorry that you ever crossed me.

"Do not forget- sunrise. Farewell." The video ended.

"QWERTY received that about five minutes before you got here," Sam told them. "It's about two now… the sun should be up in a few hours."

"What did he mean… Michael doesn't have that long?" the Jon asked.

Amy hadn't thought it possible for her to feel any worse, but looking into the Jon's bright blue photoreceptors, she did. "He has green matter poisoning."

Any hope that had been left drained from the Hall in that moment, and the Doctor could feel it. But that was something he would not allow. If there was one thing he could do, it was make sure that there was always hope.

"Okay," he said to himself. He turned to face the others. "Okay. This isn't the end. We just have a deadline now. We can work with that!"

"That's easy for you to say, Doc," Rabbit pointed out. "Your whole family's s-safe."

The Doctor looked from Rabbit to Rory and Amy. The copper robot absolutely had a point. "Yes. You're right. Which is why I am going to bring your family home, safe and sound, if it's the last thing I do."

Sam raised his eyebrows. The mood in the Hall began to change, almost as if a breeze had blown through.

The Doctor marched up to the three automatons, reaching out and putting one hand on the Spine's shoulder and the other on the Jon's. "I'm going to need you to tell me exactly what it was you did to stop that nasty Becile fellow. Anything, everything you remember."

Rabbit, the Jon, and the Spine glanced at one another before the Spine looked at the Doctor, his face darkening. "We aren't going to fight, Doctor. We aren't going to kill anyone."

"No! No, no, of course not! No guns, no killing, absolutely not ever. I would never ask you to do that. But if we're going to rescue Michael and Steve then we're going to need a good, solid plan."

The Jon brightened. "How about Delilah?"

"Delilah?"

A smile blossomed on Rabbit's face. "Our 136-foot-high steam-powered giraffe."

"You actually have a steam-powered giraffe?" Amy said in disbelief.

"Of course!"

"Guys, Delilah hasn't worked in decades," the Spine objected. Then he saw the absolute joy on the Doctor's face, mirroring that of his brothers'.

"Fellows, we are going to rescue your friends and we are going to do it in _style_." You could hear the smile in the Doctor's voice. He dashed from the Hall of Wires, Rabbit and the Jon close behind. "Come on! I'm going to need everybody's help!"

The Spine hurried after them, knowing that adult supervision would be necessary for such an endeavor, followed by Sam and the Ponds.

* * *

Three or so hours later, the sun had begun to rise over San Diego. It was a truly gorgeous dawn, the sky lit a thousand shades of orange, yellow, and pink. Nobody really noticed it, unfortunately, preoccupied as they were with the mission they were about to embark on.

"This has got to be one of the maddest things I've ever done!" Rory shouted over the roar of the wind blowing in through the van's open windows.

"Oh, really?" Sam answered. Then he laughed. "I gotta say, this one's pretty up there, but you should've been here last week-"

"Stop!" Amy exclaimed from the passenger seat. Sam stomped on the breaks, the van grinding to a halt.

The three humans clambered out of the van and stood on the beach, craning their necks up at Delilah the 136-foot-tall steam-powered giraffe. High up in the sky were the Doctor, Rabbit, the Jon, and the Spine.

"Hellooooooo!" the Doctor's voice echoed down to them.

Rory, Amy, and Sam waved back, although it was doubtful that they could be seen from all the way up there. "Hm," Sam reconsidered. "Perhaps this _is_ one of the strangest things I've ever done, after all."

The plan was this: Amy, Sam, and Rory would sneak into the ship and rescue their friends under the cover of distraction provided by the automatons and Delilah. The Doctor, meanwhile, would also enter the ship. It was his task to stop Cmdr. Umber. With him out of control, any of the rest of their plan would work seamlessly.

Even though his best friend was in danger and he wasn't feeling his best (Rory's amateur repairs beginning to wear off), the Jon couldn't stop smiling. It had been years and years since Delilah had been operational and even more since they had ridden her. Somehow, with all of their help, the Doctor managed what a generation of Reeds and Walters could not.

"All right, boys." The Doctor turned to face the three robotic musicians. "You know what you're meant to do. So… er, do it, I suppose."

Gleefully Rabbit and the Jon prepared to unleash chaos upon the dimension-jumping ship. The Spine, however, went after the Time Lord. "Wait, Doctor. I want to go with you."

"What? No, I need you-"

The Spine gave a low chuckle. "Believe it or not, they can handle themselves on occasion." And then a strange look crossed his face. "Amy asked me to look after you."

"When was this?" the Doctor exclaimed. He wasn't totally oblivious, and had noticed that the two didn't seem to be getting on at the moment. But he looked up at the Spine, aware of both the mix of emotions on the automaton's face and the deadline they were working against. Finally, the Doctor nodded. "Okay. You'd better keep up!"

"That shouldn't be a problem." The Spine looked back at his brothers. "Good luck! I'll see you two soon."

"Woah, Spine. What?" Rabbit cried, but any further protests were drowned out by the Doctor and the Spine's departure. "GERONIMOOOOOO!"


	9. Chapter 9

A distance away across the sand, Amy looked over her shoulder and saw the Doctor and the Spine as they vanished into the shield. She smiled gratefully until Rory spoke up.

"Wait, I thought the Spine was-"

Fortunately, it was at that moment that Sam finally found what he was looking for. He clambered out of where he had been rummaging around in the back of the van. "Here we go! This should do the trick."

Rory and Amy's eyes widened at the object Sam hefted out of the van. They stared at it for a moment.

"It… It looks like a 'Portal' gun," Rory observed.

"Ah, so it does!" Sam beamed. "I never noticed that before."

Amy looked between them. "A what?"

The object in question definitely looked to be some sort of gun, built of a metal that was both silver and gold at the same time. Pieces of duct tape covered patches here and there, and the whole thing glowed vaguely purple.

"Michael built it for an occasion more or less exactly like this one," Sam explained, shifting the gun so it rested on his shoulder. "It fires shots of refined purple matter, the intent being to stop green matter zombies in their tracks and slowly begin reversing the effects of said green matter."

"Great!" Rory said.

Amy turned, raising her eyebrows at the havoc she saw Rabbit and the Jon wreaking with Delilah. "We should probably get going."

"Hold this?" Sam handed the purple matter ray over to Rory and closed up the van. Shortly, they set off across the sand in the direction of the dimension-jumping ship.

"Well, sure hope this works. In any case, it was nice knowing you guys," Sam joked.

Rory grew concerned. "Um, what do you mean by that?"

"It's a prototype! Hence the duct tape." Sam patted the purple matter ray Rory carried, tugging on a piece of tape that was hanging loose. "Never before tested in the field."

The tape came loose and a bright purple light shot out from the crack the tape revealed. "Maybe I should've left that…" Sam said thoughtfully as the ray began to rattle.

"I think you angered it." Amy sped up in an attempt to put distance between herself and the strange device her husband was holding.

They entered the shield, disappearing behind it.

* * *

Rabbit always listened when you told him something. Most of the time it seemed like he didn't because he would _never_ do what you told him to (especially if you were the Spine). But it wasn't that he wasn't listening. He just chose to ignore you.

Just like right now. Of course, Rabbit had heard the Doctor when he'd said that Delilah was pretty fragile and that they could certainly cause trouble but that they absolutely shouldn't go wild. He just chose to ignore that.

"Full speed ahead!" Rabbit shouted, pointing down at the dimension ship. The shield didn't extend nearly as high as they were and they could see it plain as day.

"Aye, aye, Captain!" the Jon replied, sending Delilah charging forward. The two of them had never had full control of her before. Even if she had been fully operational, what she would look like when they'd finished would be a worrisome concept.

Delilah stomped around the ship, bleating her mechanical giraffe cry. Far below the few crew members still conscious scrambled around like tiny ants defending their nest.

The Jon paused, his grin growing wider as an idea occurred to him. "Rabbit!" he cried. "Let's have a Horse Adventure!"

"Jon, Delilah's a _giraffe_," Rabbit retorted.

"I know! But the quesadilla comes when I call it. So I could bring it here, and-"

Rabbit caught on to his little brother's idea. "We could have the u-ultimate Horse Adventure! Yes. Do it, Jon. Right now."

"Yeah!"

* * *

"Do you smell cheese?"

Amy and Sam paused as they exited the cabin with the hole in the side, sniffing.

"No… I don't think so…" Sam answered. Amy gave him a quizzical look before they moved on.

The thing about this universe that threw Rory off the most was that it teetered on the edge of making sense. Even though it was still his world, most of the mad, brilliant things he'd seen in time and space were beyond comprehension. You were forced to accept it as reality and move on so you didn't get exterminated. Here, things were also mad and brilliant (mostly mad) but were just different enough from the way he thought the world was supposed to work that he got really, really confused.

"So, what's the plan here, guys? We just gonna check every room on the ship until we find them?" Sam asked cheerfully.

"They would probably be holding them somewhere secure now," Rory thought aloud. "Like a brig, or something."

They rounded a corner and passed into an area of the ship that appeared to have some power and soon came to a computer panel in the wall that didn't have sparks shooting out of exposed wires beneath it. Before Rory or Amy could say anything, Sam was tapping away at it like he'd been on the ship his whole life. Within seconds he had a map pulled up and was studying it.

Within seconds after that, however, an alarm began to go off. Apparently whatever human intelligence was left on the ship had gotten wise and prepared for their return. Almost immediately they heard a groan as the zombies were set upon them.

"Just a couple more seconds!" Sam said, studying the map.

Amy tugged at his shoulder. "No, Sam, we need to go now."

"Use the- just use the thing." He gestured vaguely.

"The thing?" Amy turned to Rory, who was clutching the purple matter ray to his chest. "The thing! Rory! Use the thing!"

"What?" he looked down. "Oh. Oh!"

After reading the data they'd recovered, the Doctor had said the ship had a crew of about 35 members. They didn't know how many had been hurt in the battle or incapacitated by green matter, but it had to have been most because they never saw more than ten at a time. Rory had been hoping they wouldn't encounter anybody this time. Obviously, it was a lot to hope for. Especially with the zombies shambling into the corridor now.

He looked down at the gun he was holding, searching for a trigger. Finally he found one and hefted it at the zombies. It was here Rory paused.

"What're you waiting for!" Amy shouted, still pulling at Sam.

"Um. Here goes." Rory pulled the trigger and groaned as he fired a shot of purple matter directly into his own chest. He slumped to the floor.

Amy looked down. "Rory? RORY!"

Sam finally looked up. "How'd you manage to pull the trigger when you had it pointing the wrong way?"

The crew members drew closer. Amy reached down and snatched the purple matter ray off the floor. Certain she was pointing it the right direction, she blasted the four zombies in rapid succession. Each one glowed briefly purple before moaning and dropping to the floor.

Sam lowered his glasses and gave a low whistle. "Wow. Remind me never to go paintballing with you."

They examined Rory. He wasn't quite unconscious; just groaning and pawing absently at his chest, where there was a giant hole punched in his shirt. The edges of the fabric looked burnt and glowed ever-so-slightly. Amy looked up at Sam. "Is he gonna be okay?"

"Uh, should be." The drummer adjusted his glasses. "I mean, if he was gonna get shot by something, purple matter's the thing to be shot with. It's supposed to increase your health and lifespan-"

"This isn't a video game."

"No, really! I've heard that Michael's grandfather was 112 when he died and he didn't even look much older than seventy. A young seventy."

Amy sighed and shook her head. "Okay. Whatever. Let's just get this numpty up so we can find the others."

"Right." Sam helped Amy lift up her husband, who started to come around. They pulled him to his feet. "I think I've located a prison hold-type area where they're probably being held."

"Lead the way."

Sam nodded, taking the purple matter ray from Amy. She followed him down the corridor, supporting Rory as they went.


	10. Chapter 10

Steve sighed and thumped his head back on the wall for the millionth time. He remembered Michael saying in his message that time moved strangely on the ship. Glancing at his phone (on but with no signal) he saw that only a few hours had passed since they'd been locked up, but it felt like years. Waiting always felt longer than it really was. But this was something else.

The sound engineer glanced down at his friend. Michael had been unconscious for a while. Steve had done all he could to make him comfortable, but there wasn't much to be done in the tight space they were confined in.

Questions that had been circling his mind for ages resurfaced. Michael worked more closely with the purple matter than any of the rest of them (after all, as Steve had been told on more than one occasion, he was the last guardian of the purple matter; what exactly that meant or how much truth lay in the statement the sound engineer had no idea). More than one misadventure had proved its ability to increase one's physical abilities from strength to recovery from injury. Seeing Michael as beat up as he was, then, was increasingly worrying. Just how much green matter had he been exposed to? What other trials had he gone through to put him in a state like this? How _did_ time on this ridiculous ship work?

Was Michael going to be okay?

He sighed again.

Steve heard a faint noise. He ignored it at first, but it began to grow closer until he recognized it. His heart leaped. It was exactly what he'd been wanting to hear for ages: hurried footsteps.

They stopped outside the door. There was a long enough pause that Steve began to lose hope again, but at that moment the doors were thrown open. Sure enough, there were Rory, Sam, and Amy.

"Guys!" Steve exclaimed, clambering to his feet.

The latter two stood back in surprise, staring at Rory. "Wow."

"Did you see that? I just threw that door open! I just _threw it open_!" Rory cried. He seemed unnaturally excited.

"Yeah. We saw." Amy looked concerned.

"Uh, guys?" Steve repeated. He regained their attention.

"Ah, Steve! Glad to see you're still with us!" Sam gave his bandmate a friendly pat on the shoulder. He eyed Michael on the floor. "Let's get out of here, shall we?"

"Yeah…" Steve watched the Ponds, where Amy was trying to calm her husband down. "What happened to him? He's bouncier than the Jon during an ice cream parade."

Sam was trying to figure out the best way to get Michael out of the tiny cell. "He got hit square in the chest at point-blank range by a shot of purple matter," he explained absently. "As soon as he came out of shock, he seemed to have enough energy to run from here to Seattle and back."

"Huh."

Rory saw them trying to gently lift Michael out of the cell. "Oh, can I help? I can do that! I'll help!"

"Thanks, Rory, but I think we've got it," Sam grunted.

"Are you sure? Cos I can help. Really, I can!"

Before anyone could say anything, Rory had scooped Michael out of their arms and had him in a careful piggyback. "Let's get out of here before any more zombies show up," the nurse said, sounding ever-so-slightly more like his usual self.

As Rory sped off in the direction they'd come from, Amy dropped her head in embarrassment. The two men gave her sympathetic looks, the feeling familiar from whenever one of their bandmates got into trouble in public. They hurried after him.

Sam had picked up the purple matter ray from where they'd set it in the corridor outside of the cell and he and Steve discussed it as they rushed through the ship. Amy was lost in her own thoughts, again grateful and relieved that they'd found their query so easily. She was very aware that it hadn't ended well the last time and was determined that the Doctor's promise that they'd return every member of the band safely home was kept. The ginger woman watched every open corridor or door they passed like a hawk and was debating whether she should take the purple matter ray back from Sam when out of the corner of her eye, she saw something.

Amy stopped in her tracks, not noticing that Sam and Steve hadn't seen her and walked past after Rory. Looking to her right, she saw Cmdr. Umber at the end of a long corridor.

She froze, staring at the man who had put them through all the worry and fear of the past several hours. He saw her, but simply smiled a terrifying, malicious smile and disappeared inside a door.

A terrible feeling of foreboding rose inside of her. Amy looked around and saw that the boys were gone, so hurried in the direction she thought they went and soon caught up to them. She didn't say anything.

Fortunately, they made it out of the ship with no trouble. The sun had risen slightly higher above the sea. Amy stood guard as Rory (who had begun to chill out), Sam, and Steve delicately loaded Michael into the van. Rabbit and the Jon, seeing that their human friends had returned from the ship safely, ceased Delilah's ridiculous prancing about and came to see what was up with them.

Amy watched the part of the beach the ship was on. Everyone was back; everyone but the Doctor and the Spine. She couldn't imagine that they, too, wouldn't return safely. She hoped with all her being that she wouldn't have to find out what would happen if they didn't.


	11. Chapter 11

Commander Umber stood on the ruined flight deck, watching the Doctor and the Spine make their way through the labyrinthine corridors of the ship (_his_ ship) on a cracked computer screen. He grinned. It was satisfying how easy it was to set traps that people would willingly walk right into.

A noise ceased and Umber looked out the window. They had finally quit with the racket they were making with that ridiculous giraffe. Good. Even though he had let them get away- you didn't think he'd been so careless as to leave his ship open to attack, did you?- it had been beginning to get on his nerves. And getting on Umber's nerves never ended well.

He was wracked by a dry, heaving cough. The cruel man doubled over, falling into a nearby chair. He'd had green matter poisoning before- oh yes, many times, his superiors always dragging him back to health so they could use him once more- but never this badly. The commander had always completed his mission and was back to base for the delicate and painful healing process by the time he was this far into something.

Finally the cough died away. It didn't matter. None of it mattered. The blue matter he needed was as good as his.

* * *

The Spine followed the Doctor through the dimension ship, unable to shake the eerie feeling that clung to him uncomfortably. Was it the complete lack of signs of life in the midst of a battle-scarred ship? Or was it the memories that the green matter he sensed in the air dragged up from where he'd locked them away ages ago? He shook his head- a habit he'd picked up from his human friends over the years- although it didn't help.

"Do you have some sort of plan here, Doctor?" he finally asked. "Do you even know where we're going?"

The Doctor laughed. "If I had a nickel for every time I heard that." He stopped and turned to face his companion. "Sort of, to the second one. To the first one... Making it up as I go along." He noticed the Spine's expression. "Well, it's more fun that way! Sometimes," he added.

"That's…" The Spine watched the Doctor walk off again. "Fantastic." He hurried to catch up.

"Shouldn't be much further now," the Doctor said as the Spine was once more at his side.

"To where?"

"Well, the flight deck, of course! I'm going to assume that's where Commander Mean and Nasty is, although you know what they say about assuming."

"Erm-"

Out of nowhere, several crew members appeared and threw themselves at the Doctor and the Spine.

"Oh, hello! I believe we've found our escort," the Doctor said, although his voice betrayed surprise.

They were strong, although they were no match for the automaton. Still, he could see pain behind the sickness in their eyes. The Doctor, a worried look on his face, shook his head to stop.

They allowed themselves to be pulled down the corridor. The Spine could hardly bear to be around the crew members. He saw with a nightmarish familiarity how the deterioration had long moved past their minds and was now in their bodies. These people would never be themselves again.

"Are we taking this into the 'making it up as we go along'?" the Spine grumbled, trying to block out the dizzying effect the green matter was giving.

"Um… Perhaps. I wasn't really expecting this," the Doctor gasped, tripping over his feet. "I think-"

He was cut off as they were thrust through a pair of doors and found themselves on what did indeed look like the remnants of a flight deck. Commander Umber was waiting for them.

"My apologies for the rough handling," he said, his voice a rasp. His tone teetered between sincerity and mocking. "I just wanted to assure you found your way here."

"How k- ow! How kind of you," the Doctor retorted, trying to pull his arm out of the grip of one of the men holding him.

"Oh, no. It's you I have to thank for your kindness." Cmdr. Umber strode up to the Spine, looking him over like a cat to prey. "You brought the blue matter right to me! I have to say, I didn't expect such-" He cleared his throat to avoid coughing. "-Such generosity."

The Spine said nothing, merely glaring and attempting to back away from the uncomfortable proximity which the commander had placed himself in.

"We came here to talk," the Doctor said, ignoring Umber's commentary. "We would be more than happy to help you attempt to repair your ship and-" He looked at the crew. "-help your crew, but first-"

"You want your friends, I suppose?" Cmdr. Umber turned to the Doctor. "I've already let them go. Your rescue attempt was… amusing, at best. Believe me, though. If I did not allow them to escape, they would not have been able to. There are far fewer cards in your hand than you think."

A terrible suspicion had begun to form in the Doctor's mind the moment the crew members appeared to escort them here. He stared back at Umber, horror growing in his face as he realized that it was moving ever-closer to truth.

The Spine was not stupid- far, far from it- and he too looked at the Time Lord. They _had_ been flying pretty blind the whole time, but the Doctor always made it seem like it was okay… The situation was starting to look far from okay now.

Cmdr. Umber had walked away for a moment to retrieve some item. "You underestimated me, to put it simply." He faced them once more. "Just as I wanted you to."

"Wait- No!" the Doctor shouted. The Spine looked between the two of them, but couldn't see what had happened before he was hit hard by something, right in the stomach.

"Wh-what?" A sick feeling spread throughout the Spine- how a robot could feel sick he didn't know, but however it was, he felt it now- and he began to feel himself powering down.

"No! Spine, I'm sorry, I'm so sorry. No, no-" The Doctor's plaintive cries were suddenly overridden by the sound of explosions.

He looked up to see the sun blazing down on him. The air was dry and thick with heat and far, far too familiar.

"Spine!"

The Spine turned at hearing the Jon's scream. He saw his brother, yards away, struggling against an unidentifiable creature. But, as he realized his surroundings, this was all wrong. He was back in Africa, a hundred years ago. Copper elephants stampeded past. In the distance he could see Delilah the steam-powered giraffe roar into battle.

"What? This- no-" The memory rumbled around the Spine. He looked down and saw himself, years and years younger, performing terrible actions he had tried so hard to forget. He couldn't stop his hands, the weapons they had become, from doing things he had regretted every day since he'd done them.

The whirl of memory grew darker and darker as horrific things, nightmare things, things that he knew hadn't really happened began to play out. Now he was hurting his fellow soldiers in all the other wars; now he was hurting his brothers in their own home; now he was hurting his human friends in front of the whole Zoo. And though he screamed and cried, trying again and again, he couldn't stop. The Spine couldn't make himself stop.

* * *

Amy stared up at the empty space where she knew the dimension ship was. _This is taking too long._

She'd put herself in charge of the others once they were all outside. After enough hollering, the human boys had taken Michael back to Walter Manor to get the care he needed. Amy had stayed behind with Rabbit, the Jon, and Delilah to wait for the Doctor and the Spine.

It had been two hours and nothing.

Eventually the Jon had gotten tired of being yelled at every time he asked if they were back yet (approximately every ten minutes) and had gone off to play further down the beach with Delilah. In his opinion, Amy was nice, but she was also really shouty. Rabbit sat beside her on the piece of driftwood, bored, worried, and not enjoying the feeling of sand in his gears. Or that Amy was still wearing his coat.

"They been up-p there an aw-w-wful long time," Rabbit remarked after a while. "Think we should d-do somethin'?"

Amy gave a short, worried sigh. "I was just thinking that."

They both turned at the sound of a small explosion and hollering from the Jon. "Even if it's just to get them back to the Manor before the rest of the city wakes up."

"Okay!" Rabbit jumped up off the driftwood, a little too fast for his creaky joints. He fumbled for a moment, trying not to topple over into the sand, before straightening and striking a heroic pose. "Who needs r-responsibility when we h-h-have fun? Let us away!"

Amy giggled, then took Rabbit's offered hand as she stood up. "Geronimo!"

The Jon looked up at hearing Rabbit's voice echoing from up the beach. "H-h-hey JON!"

"What?!" he shouted back.

"We're gonna go rescue those n-numbskulls!"

The golden 'bot gave a whoop of joy and began running back towards Rabbit and Amy. "C'mon, Delilah!"

Moments later, the three of them were sitting atop Delilah's head as she leaned down, moving through the dimension ship's shield and up close to the windows of the main flight deck. Inside they saw the Doctor and the Spine being held by several of the zombie-like crew members, being menaced by Cmdr. Umber. The Doctor was shouting, and the Spine- well, it was hard to tell what exactly was happening with him.

"That doesn't look good," the Jon observed, his voice trembling with worry.

Amy nodded. "Don't suppose you could get our lovely giraffe pal here to bust a window?"

"My pleasure!" Rabbit cried. Delilah bucked as she prepared to crash the not-really-a-party taking place on the flight deck.

* * *

Commander Umber ran a hand over the gun he held. "I love the smell of green matter in the morning," he said, his chuckling interrupted by coughs.

The Doctor stared at the Spine. At first it appeared that the silver automaton had powered down, but now his green photoreceptors glowed a bright, eerie green far different from their usual colour. He gave a jerk every now and again, oil dribbling from his lips. He looked pained.

"You may disagree, as adults often do," Cmdr. Umber began. A high-pitched whirr accompanied the gun reloading. "But I admit that one of the tendencies I retain from childhood is that of playing with my food before I eat it."

Cmdr. Umber aimed the gun at the Doctor. "And now, what darkness shall we discover in your soul?"

But just then, the Doctor saw something through the window and he began to have just the slightest feeling of relief. "Believe me," he said, unable to stop his smile. "You don't want to know."

Glass shattered everywhere as Delilah's foot poked through the window. She bleated her mechanical giraffe cry, and then retrieved it, now lowering her head so Rabbit, Amy, and the Jon could scramble through the window.

"Watch out!" the Jon said, seeing glass everywhere. "Humans and glass don't end well. I learned that the hard way."

Cmdr. Umber whirled around. "What?!"

"Okay!" Amy shouted. "That's enough menacing evil hurting our friends for today, don't you think, Rabbit?"

"Quite!" the copper automaton agreed, swatting the gun out of Cmdr. Umber's hands. "I think it's enough f-for ever, really."

"What?! No! Stop! This isn't- you weren't supposed to-" His exclamations slowly died into a coughing fit

"The problem with basing your plan off your opponent underestimating you is, dear Commander, _you_ can't underestimate _them_," the Doctor advised, nodding his thanks to the Jon as he gently pried the crew members' hands away.

"Now. We tried to be nice, talk it out and help you. Instead you kidnap us and blast us with green matter." The Doctor walked over to the commander, standing over where the man's coughing fit had reduced him to his knees. "I'd already lost respect for you when I saw you poisoned your own crew. Imagine how much I have left for you now."

Umber tried to look up at the Doctor with menace in his eyes, but couldn't. His coughing had stopped, his breath now coming in ragged wheezes.

"It isn't a lot."

"_I_ never liked you, if that helps," Amy added.

"Yes, thank you, Pond." The Doctor leaned down. "We are going to do our best to help this ship and its crew. When they're all better, we're going to give you over to them. What they do with you is none of my business, because as of this moment, I wipe my hands of you."


	12. Chapter 12

Amy wandered out onto a balcony somewhere in Walter Manor (she'd long lost track of where she was) and saw the Spine leaning against the railing, watching the stars come out as the sun set.

"Hey-" she began, but he held up a hand to cut her off.

"Look," the Spine said, pointing up at the sky as she joined his side.

A silver pinprick of light shot across the sky before disappearing into the night.

"A shooting star?" Amy asked. The Spine shook his head. "The _Mars Five_. They're going home."

It had taken the rest of that day and the better part of another to get the _Mars Five_ and enough of its crew well enough to go home. Everyone had worked together, and worked hard.

"I'm glad they get to go home," Amy said finally. "Well, they wanted me to tell you that we're having ice cream now whether you join us or not. So I think you'd better head down there before Michael and the Jon eat it all."

"Oh, he's up? That's good to hear." Relief spread over the Spine's face at the thought that everybody was now, officially, all right.

"Yep! Come on." Amy had begun to walk back inside the Manor until she noticed the Spine wasn't following her. When she turned, she saw he was still staring up at the sky.

The Spine noticed her waiting for him. "Sorry," he gave a little, almost bashful smile. "I've always loved the stars."

Amy eyed him. She had been so scared while the Doctor, Sam, and Steve worked to clean all the green matter out of his system. The Spine didn't know it, but she hadn't left the room until they'd finished. Now she smiled and slipped her arm through his. "You know, I think I can arrange something…"

* * *

It had taken another two days for the Doctor to figure out how to get himself, Rory, and Amy back to their own universe. Most of that time had been spent on every flavor of steam-powered adventures from ice cream parades to a wild night at the Zoo. Usually- well, always- the Doctor hated goodbyes and left before he had to participate in them. Even though this time he didn't really have a choice, their farewell from Steam Powered Giraffe had been a mix of joy and sorrow, the way departures from friends always were.

The TARDIS engines were louder than usual when they landed in their own world, emitting several bizarre and worrisome noises. Amy hurried to the door and stuck her head out.

"Um, Doctor?" she called. Amy was pushed out of the TARDIS as Rory and the Doctor joined her. "Are you sure we're back in our own universe?"

Before them was the now familiar scene of early afternoon at the San Diego Zoo. The air was full of happy chatter, people milling around the Front Street Plaza as three humans they knew very well were setting up sound equipment and instruments on the stage.

The TARDIS travelers moved closer to the stage. "We're back at the Zoo," Rory said, only slight disappointment in his voice.

"Oh-" The Doctor was cut off as Steve hurried past, bundles of extension cords piled in his arms.

"Steve!" Amy called. The sound engineer looked up at them, smiled and nodded, but otherwise carried on with his business.

"Wh-what?" the ginger woman was not used to being ignored. "He walked right past, like he didn't even know us!"

"Um, Amy?" Rory pointed to the back of the stage.

A young man with curly brown-blonde hair tripped out onto the stage, laughter lighting up his face as he approached Michael. He was followed by a very tall man who wore a bemused grin and, oddly enough, the Spine's clothes.

"Shouldn't you guys be getting in makeup?" they heard Michael ask.

"Yeah, no- just a second-" the curly-haired guy struggled to get words out in between laughs.

The Doctor looked between the people on stage and the Ponds' confused faces with a chuckle. "I think we're home," he said.

0-0

The end!

I want to thank everyone who read this story, especially with those who stuck with it the whole time. It started out good and then went really horrible and the ending sucked and I'm really sorry so I hope you at least enjoy the epilogue.

Still, I had a lot of fun writing it (in between feeling horrible for it accidentally becoming an angst fic XD). And I have to say, I am incredibly proud of myself because **this is the first story I have ever finished**. I've never actually ended anything I've begun to write before this story. So thank you to SPG and Doctor Who for inspiring it and the readers for inspiring me to finish.


End file.
